PVCT CEO converts note into common shares
PROVECTUS BIOPHARMACEUTICALS, INC.
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Form Type
4
Rhea-AI Filing Summary
PROVECTUS BIOPHARMACEUTICALS, INC. CEO Edward Pershing exercised derivative securities related to prior financing arrangements. An 8% unsecured convertible promissory note converted into 18,876 shares of Series D-1 Convertible Preferred Stock at a price of $2.862 per preferred share. Each preferred share is convertible into 10 shares of common stock, resulting in 188,760 shares of common stock. Following these conversions, Pershing held 2,793,109 shares of common stock directly, with no remaining derivative position from this note.
Insider Trade Summary
18,876 shares exercised/converted
Exercise
2 txns
Insider
Pershing Edward
Role
CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | 8% Unsecured Convertible Promissory Note | 0 | $0.00 | $0.00 |
| Exercise | Series D-1 Convertible Preferred Stock | 18,876 | $0.00 | $0.00 |
Holdings After Transaction:
8% Unsecured Convertible Promissory Note — 0 contracts (Direct);
Series D-1 Convertible Preferred Stock — 2,793,109 contracts (Direct)
Footnotes (4)
- F1. Each share of Series D-1 Preferred Stock is convertible into 10 shares of the Issuer's common stock, par value $0.001 per share ("Common Stock").
- F2. The Series D-1 Convertible Preferred Stock will automatically convert into Common Stock on December 31, 2028, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Convertible Preferred Stock.
- F3. The Reporting Person could have voluntarily elected to convert the outstanding principal and interest of the 8% unsecured convertible promissory note (the "2025 Note") at any time while the 2025 Note was outstanding into shares of Series D-1 Convertible Preferred Stock at a price per share equal to $2.862. The outstanding principal and interest of the 2025 Note automatically converted into shares of Series D-1 Preferred Stock at a price per share equal to $2.862 on the date which is twelve months after the issue date of the 2025 Note. The 2025 Note was issued pursuant to the Issuer's 2025 Financing.
- F4. On May 07, 2026, the 2025 Note was converted into 18,876 shares of Series D-1 Preferred Stock.
Key Figures
Common shares acquired: 188,760 shares
Preferred shares from note: 18,876 shares
Post-transaction common holdings: 2,793,109 shares
+3 more
6 metrics
Common shares acquired
188,760 shares
Common stock received from Series D-1 Preferred conversion
Preferred shares from note
18,876 shares
Series D-1 Convertible Preferred Stock issued from 2025 Note
Post-transaction common holdings
2,793,109 shares
Common stock directly held after conversions
Note conversion price
$2.862 per share
Conversion price of 2025 Note into Series D-1 Preferred
Preferred-to-common ratio
10:1
Each Series D-1 Preferred converts into 10 common shares
Note interest rate
8%
Interest rate on unsecured convertible promissory note
Key Terms
Series D-1 Convertible Preferred Stock, 8% Unsecured Convertible Promissory Note, convertible, Certificate of Designation, +1 more
5 terms
Series D-1 Convertible Preferred Stock financial
"Each share of Series D-1 Preferred Stock is convertible into 10 shares of the Issuer's common stock"
8% Unsecured Convertible Promissory Note financial
"The Reporting Person could have voluntarily elected to convert the outstanding principal and interest of the 8% unsecured convertible promissory note"
convertible financial
"Each share of Series D-1 Preferred Stock is convertible into 10 shares of the Issuer's common stock"
A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.
Certificate of Designation regulatory
"in accordance with the terms of the Certificate of Designation for the Series D-1 Convertible Preferred Stock"
A certificate of designation is a formal document that spells out the specific rights and rules attached to a particular class or series of stock, usually preferred shares. Think of it as a rulebook or menu that lists dividend terms, liquidation priority, conversion or redemption rights and any special voting protections; investors use it to judge how much income, control or downside protection those shares will provide compared with other securities.
2025 Financing financial
"The 2025 Note was issued pursuant to the Issuer's 2025 Financing"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did PVCT CEO Edward Pershing report on this Form 4?
Edward Pershing reported exercising derivative securities, converting an 8% unsecured convertible promissory note into Series D-1 Convertible Preferred Stock and then into common stock. This sequence turned debt into equity, increasing his directly held common shares without any reported share sales.
What were the terms of the 8% unsecured convertible promissory note for PVCT?
The 8% unsecured convertible promissory note, referred to as the 2025 Note, was convertible into Series D-1 Convertible Preferred Stock at $2.862 per share. The note’s principal and interest automatically converted into 18,876 preferred shares twelve months after its issue date.
When did the PVCT 2025 Note convert into Series D-1 Preferred Stock?
On May 7, 2026, the 2025 Note converted into 18,876 shares of Series D-1 Convertible Preferred Stock. This automatic conversion followed the note’s terms, which provided for conversion twelve months after its issue date into preferred shares at $2.862 per share.
What is the conversion ratio of PVCT Series D-1 Preferred into common stock?
Each share of Series D-1 Convertible Preferred Stock is convertible into 10 shares of PVCT common stock. The filing states this fixed ratio, which was applied when 18,876 preferred shares became 188,760 common shares held directly by the reporting person.
Does the PVCT Series D-1 Preferred automatically convert into common stock at a future date?
Yes. The Series D-1 Convertible Preferred Stock will automatically convert into common stock on December 31, 2028, unless converted earlier under its terms. This automatic conversion date is specified in the Series D-1 Certificate of Designation referenced in the footnotes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
